Several years ago, I wrote a post titled Why VCs Should Recycle Their Management Fees.
From the start of Foundry Group in 2007, we have felt strongly about this. We feel that if an LP gives us a $1 to invest, we should invest at least that $1, not $0.85 (the average fee load over a decade for a typical VC fund is 15%.) Our goal for each fund is actually to invest closer to 110%, which means if an LP gives us a $1 to invest, we are actually investing $1.10.
Our long-time friends and LPs at Greenspring recently wrote a great post titled Creating GP-LP Alignment: Why Terms Matter. The post specifically discussed three items: Management Fees, Recycling, and Carried Interest.
The entire post is worth reading, but I especially liked their section on Recycling which includes a handy chart showing that recycling means that you only need to generate a 3.65x gross multiple to achieve a 3.00x net multiple to your LPs, vs. a 4.10x gross multiple if you don’t recycle. The section from their post follows:
In addition to management fees, the process of reinvesting realized proceeds into new investments, or recycling, can also meaningfully impact net returns and alignment. While management fees cut into the dollars available for investment, recycling can have the opposite effect, increasing the investable pool of capital while offsetting a proportion of management fees. To illustrate this point, we revisit our $100 million fund example, and in this case show how recycling $15 million, equivalent to the fund’s management fee, positively impacts the fund.
The fund that chooses to recycle fees requires a 3.65x gross multiple to achieve a 3.00x net multiple, whereas the fund that does not recycle proceeds to offset management fees requires a 4.10x gross multiple to achieve a 3.00x target net multiple. As long as re-invested capital is prudently deployed into opportunities capable of generating strong results, recycling is an impactful way for GPs to increase net returns, which ultimately benefits investors and themselves.
Now, imagine if you recycled 110%. Your investable capital would be $110m. You now require a 3.45x gross multiple to achieve a 3.00x multiple. Plus, as a bonus, you get $56m of carry (vs. $50m of carry in the case where you don’t recycle proceeds.)
Many fund agreements, including ours, require us to pay back all fees and expenses before taking carried interest. We think this is another element of GP-LP alignment and have supported this from our first fund. As a result, if you recycle at least 100%, it is more realistic to think of your management fee as a risk-free, interest-free loan against future carried interest, instead of additional compensation.
As a result, our goal is to generate as much of a return on the dollars invested, and get as many dollars invested as we can in each fund. Recycling allows us to do this and brings the gross and net returns closer together, reducing the spread to the carried interest from profits on investments.
While many GPs focus on their gross numbers, in the end the only numbers that really matter to LPs over time are the net multiples.
That’s worth remembering.
Recently, Beezer Clarkson at Saphirre Ventures wrote a post titled Raising A Fund? 9 Questions That Help Get You To GP/LP Fit. If you are a GP raising a fund, you should go read this post right now. In it, Beezer goes through, in depth, the top questions she recommends you ask an LP to determine GP/LP fit.
- What are you currently investing in?
- Why venture and how long have you been investing in it?
- How much capital do you have under management, and how much of that is invested in venture?
- How many venture managers are you currently allocating to? Will you be allocating to any new managers this year?
- What strategies and geographies are you actively investing in?
- What is your preferred check size and fund size?
- What has been your history of supporting fund managers in follow-on funds? When you have not followed on in a fund, why not?
- Who is on the investment committee and what is your process for allocation approvals?
- Outside of great returns, what are your expectations of GPs post investment?
Seriously, go read Beezer’s post.
There’s an interesting graph in the post, which shows that a typical LP is going to add less than five new managers a year to their portfolio (and, on average, only two or three.) While an LP takes a lot of meetings, they don’t do a lot of investments.
GPs – does that sound familiar?
Foundry Group is best known for our investments in startups, but our vehicle currently investing in other venture funds, Foundry Group Next, is off to what we believe to be a great start and I wanted to share an update about it by talking about our new investment in a fund managed by Founder Collective.
I’ve written previously about why we created Foundry Group Next. We have been personally investing as LPs in funds of other managers for decades and found the activity to be emotionally rewarding. When we decided we wanted to expand and formalize that activity, it gave us a chance to work more closely with Lindel Eakman, who was the largest investor in our first fund through his role at UTIMCO. Lindel joined Foundry Group as a partner to lead the fund investing activity of Foundry Group Next.
We’ve made about a dozen investments in funds including funds offered by Union Square Ventures, True Ventures, and Forerunner Ventures. One of our recent investments, offered by Founder Collective (FC) – an eight-year-old manager with offices in Boston and San Francisco – is an excellent example of what we look for when we invest in funds offered by other managers.
It starts with the people. We don’t invest in managers unless we can picture working with them for decades. We’ve had the opportunity to work with Founder Collective’s partners – David Frankel, Eric Paley, and Micah Rosenbloom – over the years on several companies. We also know many of the entrepreneurs in their portfolio. From those founders, we are aware that FC takes their mission “to be the most aligned fund to founders at the seed stage” very seriously.
We aren’t a generational firm, but investing in other VC funds gives us the benefit of working with managers who challenge and enhance our thinking while sharing the lessons we’ve learned with other investors. We want to work with people who bring a focused and complementary perspective to investing and were interested in the Founder Collective mantra of being “stage-focused and sector agnostic.”
This means FC avoids trends and relentlessly questions entrepreneurs about how their product enables specific use cases and market opportunities. This approach has paid off and helped the team to identify hot sectors well outside of the current hype cycle. If you look at the Founder Collective portfolio, you’ll see many well-recognized companies that they invested in at the very first round. In general, these investments were rarely competitive at the time of their first financing.
“Founder friendly” is an overused term, but there is a big difference between marketing this as a concept and living it every day. The team at FC has structurally designed their firm around alignment to founders. They’re a rare venture fund that doesn’t exercise pro-rata rights over the lifetime of an investment, meaning they dilute alongside company founders, which they believe better aligns their interests as seed investors with the entrepreneurs.
At a time where funds are aggressively deploying capital and not considering the downsides for founders, FC is actively promoting the value of efficient entrepreneurship and helping founders maximize their outcomes and optionality. Not only are the downsides of overcapitalization problematic for founders, but FC also examined overcapitalization in upside scenarios by studying the data from the last five years of tech IPOs. The findings were surprising in that the amount of money a company raised and its success in the public markets were not positively correlated. In fact, the companies that raised less money out-performed the most funded over time. Needless to say, having investors that keep this balance in mind can be precious to founders.
It’s one thing to have a unique perspective; it’s another to generate returns with it. As an LP, I’ve had the good fortune to be an investor in many funds, including some exceptional ones. Before diving into diligence, we had a sense that Founder Collective had strong performance based on their portfolio. When we saw their financial track record, we realized how special the performance was.
We know many firms that build portfolios with great logos by buying into companies at later stages and higher valuations. FC’s portfolio is made up exclusively of seed stage investments at seed valuations.
These aren’t just paper gains – they have already returned a meaningful amount of cash to their investors. Founder Collective’s first fund has the potential to be enshrined in the annals of VC history. Their second fund is tracking ahead of the first at the same point in development.
Needless to say, we had many reasons to hope to be part of their third fund. The only problem was they didn’t have any room. We found out they were oversubscribed just from their existing Fund II investors – that’s without pitching any new LPs. But they didn’t take advantage of that demand. Instead, they stuck to their principles and kept their fund size the same as their previous fund.
We love seeing that strategy discipline as we believe it is the mark of good fund managers. When Union Square Ventures’ 2004 fund was on fire, Fred and Brad raised their next fund at the same size. This has also been our approach at Foundry Group.
In the case of Founder Collective, the partners effectively shrunk their fund regarding outside capital by increasing their personal financial commitment to their fund. This investment generates additional evidence that they are confident in their strategy while creating more alignment with their LPs.
As a GP I applauded the approach and accepted that as an LP we had to beg and plead our way into to the fund. All the same, we were honored that Foundry Group Next was the only new investor in Founder Collective III due to our long and trusted relationship.
By virtue of time and focus, we can only help so many startups, but we’re proud to be investors in funds like Founder Collective, which is deeply committed to helping enrich the startup ecosystem. We are delighted to be working alongside them and finding other managers of their caliber going forward.
My partner Lindel Eakman wrote a post a few days ago about his transition from Austin to Boulder and a really helpful one about how to work with him titled A Human User Interface….with lots of quirks. This prompted me to poke around for other content from the limited partner (LP) side of the LP/VC/entrepreneurship universe.
I think the first LP blogger was Chris Douvos who periodically puts up an instant classic post at Super LP. I fondly remember a meeting with Chris in NY at the end of the day when we were raising our first Foundry Group fund. I was tired and dragging a little from the fundraising, but Chris’ energy and enthusiasm around VC picked me back up in advance of dinner. He didn’t invest in our fund, but he made a strong impression on me.
OpenLP is a new site moderated by the gang at Sapphire Ventures that seems to be a collection of all the LP stuff floating around the web. They are also promoting the idea of an #openlp twitter hashtag. It does appear that they need to work on their SEO so they don’t get confused with Free Open Source Church Worship Presentation Software
The team at Notation Capital is doing a really good podcast with interviews with LPs. Sapphire Ventures is again in the mix as a sponsor and – no surprise – episode 3 is with Chris Douvos.
As I continued poking around, I found a few LP firms hosting blogs on their websites. I never find this as compelling as when an individual LP has their own blog, but it’s better than nothing. A few blogs I found include Top Tier Capital Partners, Weathergate, and Sapphire Ventures (on Medium).
I wish more LPs would blog to help VCs and entrepreneurs understand them better. If you know of any, please leave them in the comments.
On my run today I was thinking about GP – LP interactions. This line of thought was prompted by a contrast between two interactions, or rather one interaction and one non-interaction, that I’ve had in the past few days.
The interaction was I had with one of my LPs over the last 24 hours. They emailed asking for a reference on someone who indicated they knew me and had invested with me. I didn’t know the person, but knew a few people who did, and quickly sent emails getting addition info for my LP. With a small amount of effort I was able to generate some useful feedback, including triangulating on the deal he was suggesting we were investors in together (it was a true statement prospectively as it’s something I’m working on.) I was also able to get some specific one degree of separation feedback for my LP.
I contrasted that with the non-interaction that I’d recently had. I’m an investor in about 30 VC funds (so, in addition to being a GP in my funds, I’m an LP in a bunch of other funds.) I’m a very easy LP – I basically try to be available for the GP whenever they want, be supportive, make my capital calls on time, and be low maintenance. I invest in VC funds for several reasons, including my belief that long term it’s a good investment (and my overall performance across this category of investment bears this out.)
In the case of the non-interaction, I made an intro between an entrepreneur and the GP. I do this sparingly (per my Don’t Ask For A Referral If I Say No policy) – I’ll only do this if I think the fit is a good one. I think most of the people I’ve invested in and work with know this, but who knows. Anyway, in this case I haven’t heard anything back from the GP. When I thought about this, I realized there were several GPs I’ve invested in that are terrible at responding to me. Now, this might just be me, and not their LPs in general, but my guess is that the dynamic is a typical one given my knowledge of their individual tempo and work patterns.
I realized as I was thinking about this that I have very little respect for this type of behavior. I think you should treat your investors with the upmost respect, be extremely responsive to them, and to go out of your way to try to be helpful when they interact with you. When I reflect on the interactions I’ve had with my investors over the last 25 years, I always tried hard to be responsive, even if we had a disagreement, difficult conversation, or difference of opinion.
I tried to come up with a rationale for blowing off an LP. None of the obvious ones – I’m too busy, it’s not a priority, it’s not what I’m paid to do, I’m not interested – made any sense. And I couldn’t come up with any non-obvious ones that did either.
In every GP / LP relationship I’ve ever been involved in, there comes a moment in time when the GP needs something from the LP. This is true at the beginning of the relationship when the GP is asking the LP for an investment. It seems incredibly short sided to me for GPs to forget that they will once again need something from the LP and, instead of being responsive through the life of the relationship, only pay attention when the GP needs something.